Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Document Type | POS AM |
Amendment Flag | true |
Amendment Description | On October 11, 2022, LuxUrban Hotels Inc. (the “Company”) filed a registration statement with the Securities and Exchange Commission (the “SEC”) on Form S-1 (File No. 333-267821) (as amended, the “Registration Statement”). The Registration Statement was originally declared effective by the SEC on October 28, 2022. The Registration Statement originally registered the resale by the selling stockholders (the “Selling Stockholders”) identified therein (and their permitted transferees) from time to time of up to an aggregate of (a) 2,003,239 shares of our common stock issuable to them upon conversion of 2022 Investor Financing Notes (as defined therein), (b) 2,156,251 shares of our common stock issuable to them upon exercise of 2022 Investor Financing Warrants (as defined therein) and (c) 32,000 shares of our common stock issuable to them upon exercise of 2022 Investor Financing Agent Warrants (as defined therein), of which 1,300,000 shares of our common stock have been sold since the Registration Statement became effective and 2,891,490 shares remain unsold. This Post-Effective Amendment No. 2 to the Registration Statement is being filed to update and supplement, among other things, the information contained in the Registration Statement to incorporate by reference the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, which was filed with the SEC on March 31, 2023 (the “Annual Report”), the Company’s Current Reports on Form 8-K filed since December 31, 2022, and all documents subsequently filed by the Company pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). No additional securities are being registered under this Post-Effective Amendment No. 2. All applicable registration and filing fees were paid at the time of the original filing of the Registration Statement. |
Entity Registrant Name | LUXURBAN HOTELS INC. |
Entity Central Index Key | 0001893311 |
Entity Tax Identification Number | 82-3334945 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 2125 Biscayne Blvd |
Entity Address, Address Line Two | Suite 253 |
Entity Address, City or Town | Miami |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 33137 |
City Area Code | 833 |
Local Phone Number | 723-7368 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and Cash Equivalents | $ 1,076,402 | $ 6,998 |
Treasury Bills | 2,661,382 | |
Processor Retained Funds | 6,734,220 | 56,864 |
Other Current Assets | 963,300 | 166,667 |
Deferred Offering Costs | 771,954 | |
Security Deposits - Current | 112,290 | 276,943 |
Total Current Assets | 11,547,594 | 1,279,426 |
Other Assets | ||
Furniture and Equipment, Net | 197,129 | 11,500 |
Restricted Cash | 1,100,000 | 1,100,000 |
Security Deposits Noncurrent | 11,233,385 | 1,377,010 |
Prepaid Expenses and Other Noncurrent Assets | 559,838 | |
Operating Lease Right-Of-Use Asset, Net | 83,325,075 | |
Total Other Assets | 96,415,427 | 2,488,510 |
Total Assets | 107,963,021 | 3,767,936 |
Current Liabilities | ||
Accounts Payable and Accrued Expenses | 6,252,491 | 4,209,366 |
Rents Received in Advance | 2,566,504 | 1,819,943 |
Short Term Business Financing | 1,921,439 | 1,386,008 |
Loans Payable Current | 10,406,095 | 2,104,408 |
Operating Lease Liability - Current | 4,293,085 | |
Total Current Liabilities | 25,439,614 | 9,519,725 |
Long-Term Liabilities | ||
Loans Payable | 4,189,193 | 4,925,449 |
Deferred Rent | 536,812 | |
Operating Lease Liability - Noncurrent | 81,626,338 | |
Total Long-Term Liabilities | 85,815,531 | 5,462,261 |
Total Liabilities | 111,255,145 | 14,981,986 |
Stockholders’ Deficit | ||
Members’ Deficit | (11,214,050) | |
Common Stock (shares authorized, issued and outstanding 90,000,000; 27,691,918; 27,691,918; respectively) | 276 | |
Additional Paid in Capital | 17,726,592 | |
Accumulated Deficit | (21,018,992) | |
Total Stockholders’ Deficit | (3,292,124) | (11,214,050) |
Total Liabilities and Stockholders’ Deficit | $ 107,963,021 | $ 3,767,936 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Shares authorized | 90,000,000 | 90,000,000 |
Shares issued | 27,691,918 | 27,691,918 |
Shares outstanding | 27,691,918 | 27,691,918 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||
Net Rental Revenue | $ 43,825,424 | $ 21,379,913 |
Rent Expense | 10,340,188 | 10,037,659 |
Non-Cash Rent Expense Amortization | 1,894,731 | 325,114 |
Other Expenses | 19,215,156 | 8,906,380 |
Total Cost of Revenue | 31,450,075 | 19,269,153 |
Gross Profit | 12,375,349 | 2,110,760 |
General and Administrative Expenses | 6,794,111 | 2,844,637 |
Non-Cash Stock Compensation Expense | 2,547,536 | |
Non-Cash Write-Off of Net Right-of-Use Assets Associated with Apartment Rental Exit | 2,385,995 | |
Cash Costs Associated with Apartment Rental Exit | 4,103,898 | |
Total Operating Expenses | 15,831,540 | 2,844,637 |
Loss from Operations | (3,456,191) | (733,877) |
Other Income (Expense) | ||
Other Income | 1,584,105 | 127,058 |
Cash Interest and Financing Costs | (5,483,891) | (1,626,565) |
Non-Cash Financing Costs | (2,034,376) | |
Total Other Expense | (5,934,162) | (1,499,507) |
Loss Before Provision for Income Taxes | (9,390,353) | (2,233,384) |
Provision for Income Taxes | 0 | 0 |
Net Loss | $ (9,390,353) | $ (2,233,384) |
Basic and Diluted Loss Per Common Share | $ (0.40) | |
Basic and Diluted Weighted Average Number of Common Shares Outstanding | 23,432,870 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Changes in Stockholders' Deficit - USD ($) | Common Stock [Member] | Stockholder Member Deficit [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance January 1, 2021 partnership equity at Dec. 31, 2020 | $ (7,795,669) | ||||
Beginning balance, shares at Dec. 31, 2020 | |||||
Net Loss | (2,233,384) | ||||
Contributions | 72,082 | ||||
Distributions | (1,257,079) | ||||
Balance December 31, 2021 partnership equity at Dec. 31, 2021 | (11,214,050) | ||||
Ending balance, shares at Dec. 31, 2021 | |||||
Balance December 31, 2022 at Dec. 31, 2021 | (11,214,050) | (11,214,050) | |||
Cumulative effective of changes in accounting principle | (414,373) | (414,373) | |||
Conversion to C Corp | $ 216 | 11,628,423 | (11,628,639) | ||
Conversion to C Corp (in shares) | 21,675,001 | ||||
Net Loss | (9,390,353) | (9,390,353) | |||
Conversion of Loans at IPO | $ 14 | 2,830,112 | 2,830,126 | ||
Conversion of Loans (in shares) | 1,425,417 | ||||
Sale of Common Stock (Net of Related Costs) | $ 34 | 10,198,514 | 10,198,548 | ||
Sale of Common Stock (Net of Related Costs) (in shares) | 3,375,000 | ||||
Warrant Expense Upon Issuance of Warrants | 1,850,431 | 1,850,431 | |||
Stock Option Expense for Share-Based Compensation | 600,037 | 751,776 | |||
Stock Compensation Expense Upon Issuance of Common Stock | $ 11 | 1,947,489 | 1,795,771 | ||
Stock Compensation Expense Upon Issuance of Common Stock (in shares) | 1,116,500 | ||||
Conversion of Loans post IPO | $ 1 | 299,999 | 300,000 | ||
Conversion of Loans post IPO, shares | 100,000 | ||||
Ending balance, shares at Dec. 31, 2022 | 27,691,918 | ||||
Balance December 31, 2022 at Dec. 31, 2022 | $ 276 | $ 17,726,592 | $ (21,018,992) | $ (3,292,124) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flows from Operating Activities | ||
Net Loss | $ (9,390,353) | $ (2,233,384) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Non-cash stock based compensation | 2,547,536 | |
Non-cash warrant expense | 1,850,431 | |
Depreciation expense | 8,671 | |
Non-cash debt discount amortization | 167,652 | |
Non-cash rent expense amortization | 1,894,731 | 325,114 |
Non-cash Write-Off of net Right-of-Use assets associated with apartment rental exit | 2,385,995 | |
Non-cash Financing Charges Associated with Short Term Business Financing | 337,759 | |
Unrealized gain on Treasury Bills | (2,553) | |
Loan forgiveness - SBA - PPP loan | (516,225) | |
(Increase) Decrease in: | ||
Processor retained funds | (6,677,356) | 1,650 |
Prepaid expense and other assets | (1,356,471) | (938,621) |
Securities deposits - current | 164,653 | |
Security deposits - noncurrent | (9,856,375) | (1,219,966) |
(Decrease) Increase in: | ||
Accounts payable and accrued expenses | 2,043,125 | 436,447 |
Operating lease liability | (2,637,552) | |
Rents received in advance | 746,561 | 961,405 |
Net cash used in operating activities | (18,289,771) | (2,667,355) |
Cash Flows from Investing Activities | ||
Purchase of property and equipment | (194,300) | (11,500) |
Purchase of Treasury Bills | (2,658,829) | |
Net cash used in Investing activities | (2,853,129) | (11,500) |
Cash Flows from Financing Activities | ||
Deferred Offering Costs | 771,954 | |
Proceeds from loans payable - net | 10,962,554 | 1,219,665 |
(Repayments of) proceeds from loans payable - related parties - net | 2,684,744 | |
Proceeds from short term business financing - net | 279,248 | 1,065,929 |
Issuance of common stock | 10,198,548 | |
Contributions from members | 72,082 | |
Distributions to members | (1,257,079) | |
Net cash provided by financing activities | 22,212,304 | 3,785,341 |
Net Increase in Cash and Restricted Cash | 1,069,404 | 1,106,486 |
Cash and Restricted Cash - beginning of the period | 1,106,998 | 512 |
Cash and Restricted Cash - end of the period | 2,176,402 | 1,106,998 |
End of Period | ||
Cash | 1,076,402 | 6,998 |
Restricted Cash | 1,100,000 | 1,100,000 |
Total Cash and Restricted Cash - end of period | 2,176,402 | 1,106,998 |
Cash paid for: | ||
Taxes | ||
Interest | 4,336,468 | 901,884 |
Initial Recognition of Operating Lease Right-of-Use Assets | ||
Acquisition of New Operating Lease Right-of-Use Assets | 57,907,139 | |
Noncash financing activities: | ||
Conversion of debt to common stock and additional paid-in capital | 3,954,468 | |
Common stock issued in exchange for warrants | 4,635,245 | |
Imputed interest on related party loans with below market interest rates reported as contributions from members | $ 38,606 |
DESCRIPTION OF BUSINESS AND PRI
DESCRIPTION OF BUSINESS AND PRINCIPLES OF CONSOLIDATION | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND PRINCIPLES OF CONSOLIDATION | 1 - DESCRIPTION OF BUSINESS AND PRINCIPLES OF CONSOLIDATION LuxUrban Hotels Inc. (LUXH) utilizes an asset light business model to lease entire hotels on a long-term basis and rent out hotel rooms in the properties it leases. The Company currently manages a portfolio of hotel rooms in New York, Washington D.C., Miami Beach, New Orleans and Los Angeles. In late 2021, LUXH commenced the process of winding down its legacy business of leasing and re-leasing multifamily residential units, as it pivoted toward its new strategy of leasing hotels. The Company’s transition has been substantially completed, although it continues to lease a total of approximately 9 multifamily residential units in Denver. The consolidated financial statements include the accounts of LuxUrban Hotels Inc. (“LuxUrban”) and its wholly owned subsidiary SoBeNY Partners LLC (“SoBeNY”). On November 2, 2022, CorpHousing Group Inc. (“CorpHousing”) changed its name to LuxUrban Hotels Inc. In June 2021, the members of SoBeNY exchanged all of their membership interests for additional membership interests in Corphousing LLC, with SoBeNY becoming a wholly owned subsidiary of Corphousing LLC. Both entities were under common control at the time of the transaction. Since there was no change in control over the net assets, there is no change in basis in the net assets. In January 2022, Corphousing LLC and its wholly owned subsidiary, SoBeNY, converted into C corporations, with the then current members of Corphousing LLC becoming the stockholders of the newly formed C corporation, CorpHousing Group Inc. The conversion has no effect on our business or operations and was undertaken to convert the forms of these legal entities into corporations for purposes of operating as a public company. All properties, rights, businesses, operations, duties, obligations and liabilities of the predecessor limited liability companies remain those of CorpHousing Group Inc. and SoBeNY Partners Inc. All significant intercompany accounts and transactions have been eliminated in consolidation. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Basis of Presentation b. Revenue Recognition The Company accounts for revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606 which was adopted at the beginning of fiscal year 2018 using the modified retrospective method. The Company did not recognize any cumulative-effect adjustment to retained earnings upon adoption as the effect was immaterial. Payment received for the future use of a rental unit is recognized as a liability and reported as rents received in advance on the balance sheets. Rents received in advance are recognized as revenue after the rental unit is occupied by the customer for the agreed upon length of time. The rents received in advance balance as of December 31, 2022 and December 31, 2021, was $ 2,566,504 1,819,943 c. Use of Estimates d. Cash and Cash Equivalents 1,076,402 no e. Fair Value of Financial Instruments f. Advertising 3,126 109,220 g. Commissions 6,549,422 1,719,724 h. Deferred Rent i. Income Taxes Accounting for Uncertainty in Income Taxes, The Company is subject to income taxes in the jurisdictions in which it operates. The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and attributable to operating loss and tax credit carry-forwards. A valuation allowance is recorded for deferred tax assets if it is more likely than not that the deferred tax assets will not be realized. For the year ended December 31, 2022, the Company did no For 2021, the Company, which has been classified as a partnership for federal income tax purposes, is not subject to federal, state, and certain local income taxes and, accordingly, makes no provision for income taxes in its financial statements. The Company’s taxable income or loss is reportable by its stockholders. For 2022, the Company, converted into a C corporation. j. Sales Tax 229,371 296,000 k . Paycheck Protection Program Loan (“PPP”) - As disclosed in Note 3, the Company has chosen to account for the loan under FASB ASC 470, Debt. Repayment amounts due within one year are recorded as current liabilities, and the remaining amounts due in more than one year, if any, as other liabilities. In accordance with ASC 835, Interest, no imputed interest is recorded as the below market interest rate applied to this loan is governmentally prescribed. If the Company is successful in receiving forgiveness for those portions of the loan used for qualifying expenses, those amounts will be recorded as a gain upon extinguishment as noted in ASC 405, Liabilities. l. Earnings Per Share (“EPS”) - The Company has incurred a net loss for 2022 and as such, basic and diluted shares and weighted average shares outstanding are the same. m. Liquidity - 9,390,353 13,892,020 |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2022 | |
Leases | |
LEASES | 3 - LEASES In February 2017, the FASB issued ASU No. 2016-02, Leases (“Topic 842”), to provide guidance on recognizing lease assets and lease liabilities on the consolidated balance sheet and disclosing key information about lease arrangements, specifically differentiating between different types of leases. The Company adopted Topic 842, with an effective date of January 1, 2022. The consolidated financial statements from this date are presented under the new standard, while the comparative periods presented are not adjusted and continue to be reported in accordance with the Company’s historical accounting policy. This standard requires all lessees to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments. Under Topic 842, the Company applied a dual approach to all leases whereby the Company is a lessee and classifies leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the Company. Lease classification is evaluated at the inception of the lease agreement. Regardless of classification, the Company records a right-of-use asset and a lease liability for all leases with a term greater than 12 months. Operating lease expense is recognized on a straight-line basis over the term of the lease. Operating right of use (“ROU”) assets and operating lease liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating right of use assets represent our right to use an underlying asset and is based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments not yet paid, we estimate incremental secured borrowing rates corresponding to the maturities of the leases. The adoption of the new lease standard had a significant impact on the Consolidated Balance Sheets, resulting in the recognition on 1/1/2022 a right-of-use asset of $ 36,304,289 7,370,890 29,884,584 414,373 The components of the right-of-use asset and lease liabilities as of December 31, 2022 are as follows: At December 31, 2022, supplemental balance sheet information related to leases were as follows: Schedule of supplemental balance sheet information related to leases Operating lease right of use asset $ 83,325,075 Operating lease liability, current portion $ 4,293,085 Operating lease liability, net of current portion $ 81,626,338 At December 31 2022, future minimum lease payments under the non-cancelable operating leases are as follows: Schedule of future minimum lease payments under the non-cancelable operating leases Twelve Months Ending December 31, 2023 $ 12,695,360 2024 13,104,192 2025 13,501,012 2026 13,147,855 2027 9,626,575 Thereafter 93,577,837 Total lease payment $ 155,652,832 Less interest (69,733,409 ) Present value obligation 85,919,423 Short-term liability (4,293,085 ) Long-term liability 81,626,338 The following summarizes other supplemental information about the Company’s operating lease: Schedule of other supplemental information related to operating lease December 31, 2022 Weighted average discount rate 10 % Weighted average remaining lease term (years) 11.7 Year Ended Operating lease cost $ 12,234,919 Total lease cost $ 12,234,919 |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 4 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Accounts payable and accrued expenses totaled $ 6,252,492 4,209,366 1,570,000 1,002,000 805,000 572,000 507,000 495,000 371,000 104,000 268,000 265,000 135,000 158,000 980,000 600,000 570,000 570,000 475,000 295,000 290,000 228,000 97,000 105,000 Of the legal amounts accrued, the company believes the accrual best estimates the most likely outcomes of these matters, however the range of outcomes could be between $650,000$850,000. |
LOANS PAYABLE - SBA - PPP LOAN
LOANS PAYABLE - SBA - PPP LOAN | 12 Months Ended |
Dec. 31, 2022 | |
Loans Payable - Sba - Ppp Loan | |
LOANS PAYABLE - SBA - PPP LOAN | 5 - LOANS PAYABLE - SBA - PPP LOAN On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted to provide emergency assistance for individuals, families, and organizations affected by the coronavirus pandemic. The PPP, created through the CARES Act, provides qualified organizations with loans of up to $ 10,000,000 In April and May 2020, SoBeNY and CorpHousing obtained funding of $ 516,225 298,958 15,932 1.00 Accrued interest at December 31, 2022 and December 31, 2021, was $ 5,571 13,337 Future minimum principal repayments of the SBA - PPP loans payable are as follows: Schedule of future minimum principal repayments of the SBA,PPP loans payable For the Twelve Months Ending December 31, 2023 $ 298,958 |
LOANS PAYABLE - SBA - EIDL LOAN
LOANS PAYABLE - SBA - EIDL LOAN | 12 Months Ended |
Dec. 31, 2022 | |
Loans Payable - Sba - Eidl Loan | |
LOANS PAYABLE - SBA - EIDL LOAN | 6 - LOANS PAYABLE - SBA - EIDL LOAN During 2020, the Company received three 0 30 3.75 no On April 21, 2020, SoBeNY received an EIDL loan in the amount of $ 500,000 3.75 2,437 150,000 3.75 731 150,000 3.75 731 The outstanding balance at December 31, 2022 and December 31, 2021, was $ 800,000 800,000 Accrued interest at December 31, 2022 was $ 30,000 Future minimum principal repayments of the SBA - EIDL loans payable are as follows: Schedule of future minimum principal repayments of the SBA,EIDL loans payable For the Twelve Months Ending December 31, 2023 $ 15,523 2024 14,826 2025 15,391 2026 15,979 2027 16,588 Thereafter 721,693 Total $ 800,000 |
SHORT-TERM BUSINESS FINANCING
SHORT-TERM BUSINESS FINANCING | 12 Months Ended |
Dec. 31, 2022 | |
Short-term Business Financing | |
SHORT-TERM BUSINESS FINANCING | 7 - SHORT-TERM BUSINESS FINANCING The Company entered into multiple short-term factoring agreements related to future credit card receipts to fund operations. The Company is required to repay this financing in fixed daily payments until the balance is repaid. Fees associated with the this financing have been recognized in interest expense in the accompanying consolidated statement of operations. As of December 31, 2022 and December 31, 2021, the outstanding balance on these merchant cash advances net of unamortized costs was $ 1,921,439 1,386,008 |
LOANS PAYABLE
LOANS PAYABLE | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure Loans Payable Abstract | |
LOANS PAYABLE | 8 - LOANS PAYABLE Loans payable consist of the following as of: Schedule of loans payable December 31, December 31, 2022 2021 Original borrowings of $ 100,000 1 no $ - $ 20,500 Original borrowings of $ 250,000 1 no 210,500 210,500 Original payable of $ 151,096 252,954 1,500 404,050 392,044 242,053 Original payable of $ 553,175 72,237 25,000 625,412 450,000 553,175 Original payable of $ 492,180 620,804 25,000 1,112,984 865,618 1,020,890 Borrowings of $ 9,075,000 638,388 5 no 8,275,040 - Original borrowings of $ 60,000 1 60,000 - Original amounts due of $ 195,000 10,000 25,000 65,000 145,000 Letter of credit 2,500,000 - Original borrowing of $119,224 with monthly payments $14,903 119,224 - Other borrowing 225,929 - 13,163,355 2,192,118 Less 9,761,723 1,267,004 $ 3,401,632 $ 925,114 In conjunction with the initial public offering in August of 2022, we repaid $ 2,500,000 15 2,070,000 15 517,500 4.00 349,899 On September 30, 2022, we sold an additional $ 1,408,750 15 352,188 4.00 241,455 Future minimum principal repayments of the loans payable are as follows: Schedule of future minimum principal repayments of the loans payable For the Twelve Months Ending December 31, 2023 $ 9,761,723 2024 $ 3,401,632 Loans payable $ 13,163,355 |
OANS PAYABLE - RELATED PARTIES
OANS PAYABLE - RELATED PARTIES | 12 Months Ended |
Dec. 31, 2022 | |
Oans Payable - Related Parties | |
OANS PAYABLE - RELATED PARTIES | 9 - OANS PAYABLE - RELATED PARTIES Loans payable - related parties consists of the following: Schedule of loans payable, related parties December 31, December 31, 2022 2021 Original borrowings of $ 496,500 6 no $ 238,000 $ 496,500 Original borrowings of $ 150,000 - 22,221 238,000 518,721 Less: 238,000 22,221 $ - $ 496,500 Future minimum principal repayments of the loans payable — related parties are as follows: Schedule of future minimum principal repayments of the loans payable, related parties For the Twelve Months Ending December 31, 2023 $ 238,000 Loans payable - related parties $ 238,000 |
CONVERTIBLE NOTES - RELATED PAR
CONVERTIBLE NOTES - RELATED PARTIES | 12 Months Ended |
Dec. 31, 2022 | |
Convertible Notes - Related Parties | |
CONVERTIBLE NOTES - RELATED PARTIES | 10 - CONVERTIBLE NOTES - RELATED PARTIES Schedule of convertible notes payable, related parties December 31, December 31, 2022 2021 Original borrowings of $ 1,966,019 6 no $ - $ 1,966,019 Convertible revolving credit line of $ 650,000 1 no $ - 642,841 $ - $ 2,608,860 Less: $ - $ 2,608,860 |
LINE OF CREDIT
LINE OF CREDIT | 12 Months Ended |
Dec. 31, 2022 | |
Line Of Credit | |
LINE OF CREDIT | 11 - LINE OF CREDIT In February 2019, the Company entered into a line of credit agreement in the amount of $ 95,000 7.27 3.49 94,975 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 12 - RELATED PARTY TRANSACTIONS Consulting services related to the management of the Company, including overseeing the leasing of additional units and revenue management, were provided to the Company through a consulting agreement with SuperLuxMia LLC, a consulting firm owned by a stockholder of the Company. For the year ended December 31, 2022, these consulting fees of the Company totaled approximately $ 192,000 722,000 general and administrative expenses On December 20, 2022, the Company, and our chairman and chief executive officer, Brian Ferdinand (“Ferdinand”), entered into a Note Extension and Conversion Agreement with Greenle Partners LLC Series Alpha P.S. (“Greenle Series Alpha”) and Greenle Partners LLC Series Beta P.S., a Delaware limited liability company (“Greenle Beta” and, together with Greenle Alpha, “Greenle”). Greenle was the purchaser of 15% OID senior secured notes (the “Notes”) and warrants to purchase our common stock (“Warrants”) under certain securities purchase agreements and loan agreements between us and Greenle, including the Securities Purchase Agreement dated as of September 30, 2022, as amended by the letter agreement dated October 20, 2022, and the Loan Agreement dated as of November 23, 2022. Under the terms of the Note Extension and Conversion Agreement, Greenle has agreed to convert from time to time up to $ 3,000,000 1,000,000 3.00 1,250,000 300,000 3,000,000 874,474 |
RISKS AND UNCERTAINTIES
RISKS AND UNCERTAINTIES | 12 Months Ended |
Dec. 31, 2022 | |
Risks and Uncertainties [Abstract] | |
RISKS AND UNCERTAINTIES | 13 - RISKS AND UNCERTAINTIES The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash. The Company places its cash with high quality credit institutions. At times, balances may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. All accounts at an insured depository institution are insured by the FDIC up to the standard maximum deposit insurance of $250,000 per institution. |
MAJOR SALES CHANNELS
MAJOR SALES CHANNELS | 12 Months Ended |
Dec. 31, 2022 | |
Major Sales Channels | |
MAJOR SALES CHANNELS | 14 - MAJOR SALES CHANNELS The Company uses third-party sales channels to handle the reservations, collections, and other rental processes for most of the units. Three 3 95 93 |
TAXES
TAXES | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
TAXES | 15 - TAXES The Company converted from an LLC into a C-Corp on January 4, 2022 and as such this is the first year subject to federal and state income taxes. We are subject to U.S. federal income tax as well as income tax of certain state jurisdictions. The components of income tax and the effective tax rates for the years ended December 31, 2022 and 2021 are as follows: Schedule of components of income tax Year ended December 31, 2022 2021 Current: Federal - - State - - Total Current - - Deferred: Federal (673,020 ) - State (177,643 ) - Total Deferred (850,663 ) - Valuation Allowance 850,663 - Total Income tax expense - - Pre-tax Loss (9,390,353 ) (2,233,384 ) Effective Income Tax Rate 0 % 0 % A reconciliation of an income tax expense at federal statutory income tax rate of 21.0% and state income tax rate of 5.5% to our income tax expense at the effective tax rate is as follows: Schedule of reconciliation income tax expense Year ended December 31, 2022 2021 Tax at the Statutory Federal Rate 21.0 % 0.0 % State Income Taxes 5.5 % 0.0 % Valuation Allowance -26.5 % 0.0 % Effective Income Tax Rate 0 % 0 % Deferred tax assets consist of the following at December 31, 2022 and 2021: Schedule of deferred tax assets Year ended December 31, 2022 2021 Non-Cash Stock Compensation Expense 676,190 - Change in Right-of-Use Asset and Lease Liability, Net 436,143 - Interest Expense 1,151,025 - Total DTA before VA 2,263,358 - VA (2,263,358 ) - Net DTA - - Based on recent operating losses, the Company has decided to record a full valuation allocation on its deferred tax assets. Accordingly, a valuation allowance of $ 2,263,358 |
STOCK OPTIONS AND WARRANTS
STOCK OPTIONS AND WARRANTS | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
STOCK OPTIONS AND WARRANTS | 16 - STOCK OPTIONS AND WARRANTS Options During the year ended December 31, 2022, the Company granted options to purchase an aggregate of 3,826,500 3.28 The fair value of each option award was estimated on the date of grant using the Black-Scholes option valuation model using the assumptions noted as follows: expected volatility was based on the historical volatility of a peer group of companies. The expected term of options granted was determined using the simplified method under SAB 107 which represents the mid-point between the vesting term and the contractual term. The risk-free rate is calculated using the U.S. Treasury yield curve and is based on the expected term of the option. The Black-Scholes option pricing model was used with the following weighted assumptions for options granted during the period: Schedule of Black-Scholes option pricing model was used with the following weighted assumptions for options granted December 31, Risk-free interest rate 0.52 4.13 % Expected option life 6 48 Expected volatility 39.77 66.59 % Expected dividend yield - % Exercise price $ 1.40 4.00 The following table summarizes stock option activity for the year ended December 31, 2022: Schedule of stock option activity Number of Weighted Weighted Aggregate Outstanding at December 31, 2021 - $ - - $ - Granted 3,826,500 3.28 Exercised - - Expired - - Forfeited (1,916,016 ) 4.00 Outstanding at December 31, 2022 1,910,484 2.55 9.8 $ - Exercisable at December 31, 2022 - $ - - $ - The Company is expensing these stock option awards on a straight-line basis over the requisite service period. The Company recognized stock option expense of $ 751,776 4,374,348 2.8 A summary of the status of the Company’s nonvested options as of December 31, 2022, is presented below: Nonvested options Schedule of status of non vested options Number of Weighted Average Nonvested options at December 31, 2021 - $ - Granted 3,826,500 3.28 Forfeited (1,916,016 ) 4.00 Vested - - Nonvested options at December 31, 2022 1,910,484 $ 2.55 Warrants In connection with certain private placements funded by certain of our officers and directors prior to our initial public offering, we issued notes and warrants. The warrants were contingent upon, and became effective only upon, consummation of our initial public offering on August 11, 2022. In total, 695,000 4.20 5 Also, in conjunction with the initial public offering, the Company issued 135,000 4.40 5 Also, in connection with certain private placements with a third-party investor, the Company issued 920,000 4.00 5 32,000 4.40 5 On September 16, September 30, and October 20, 2022 in conjunction with a financing with the same third-party investor, we issued 517,500 352,188 366,562 4.00 The following table summarizes warrant activity for the twelve months ended December 31, 2022: Schedule of warrant activity Number of Weighted Average Weighted Aggregate Outstanding at December 31, 2021 - $ - - $ - Issued 5,174,500 3.21 5.0 Exercised - - - Expired (2,156,250 ) 4.00 - Outstanding at December 31, 2022 3,018,250 $ 2.64 4.8 - Exercisable at December 31, 2022 3,018,250 $ 2.64 4.8 $ - In the year ended December 31, 2022, no shares were issued from the exercise of warrants. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 17 - SUBSEQUENT EVENTS On February 13, 2023, the Company entered into an amended Revenue Share Agreement (“RSA”) with its third-party lenders, Greenle Partners LLC Series Alpha P.S and Greenle Partners LLC Series Beta P.S (together, “Greenle”), pursuant to which the Company issued to Greenle an aggregate of 2,457,002 5 2.035 In January 2023, the Company prepaid $ 454,457 1,788,043 On February 17, 2023, we entered into an exchange agreement (“Exchange Agreement”) with the investor pursuant to which all principal, interest and prepayment premium outstanding under the November 2022 Note was exchanged for a convertible 15 2,079,686 806,250 3.00 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | a. Basis of Presentation |
Revenue Recognition | b. Revenue Recognition The Company accounts for revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606 which was adopted at the beginning of fiscal year 2018 using the modified retrospective method. The Company did not recognize any cumulative-effect adjustment to retained earnings upon adoption as the effect was immaterial. Payment received for the future use of a rental unit is recognized as a liability and reported as rents received in advance on the balance sheets. Rents received in advance are recognized as revenue after the rental unit is occupied by the customer for the agreed upon length of time. The rents received in advance balance as of December 31, 2022 and December 31, 2021, was $ 2,566,504 1,819,943 |
Use of Estimates | c. Use of Estimates |
Cash and Cash Equivalents | d. Cash and Cash Equivalents 1,076,402 no |
Fair Value of Financial Instruments | e. Fair Value of Financial Instruments |
Advertising | f. Advertising 3,126 109,220 |
Commissions | g. Commissions 6,549,422 1,719,724 |
Deferred Rent | h. Deferred Rent |
Income Taxes | i. Income Taxes Accounting for Uncertainty in Income Taxes, The Company is subject to income taxes in the jurisdictions in which it operates. The Company accounts for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are recognized based on the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and attributable to operating loss and tax credit carry-forwards. A valuation allowance is recorded for deferred tax assets if it is more likely than not that the deferred tax assets will not be realized. For the year ended December 31, 2022, the Company did no For 2021, the Company, which has been classified as a partnership for federal income tax purposes, is not subject to federal, state, and certain local income taxes and, accordingly, makes no provision for income taxes in its financial statements. The Company’s taxable income or loss is reportable by its stockholders. For 2022, the Company, converted into a C corporation. |
Sales Tax | j. Sales Tax 229,371 296,000 |
Paycheck Protection Program Loan (“PPP”) | k . Paycheck Protection Program Loan (“PPP”) - As disclosed in Note 3, the Company has chosen to account for the loan under FASB ASC 470, Debt. Repayment amounts due within one year are recorded as current liabilities, and the remaining amounts due in more than one year, if any, as other liabilities. In accordance with ASC 835, Interest, no imputed interest is recorded as the below market interest rate applied to this loan is governmentally prescribed. If the Company is successful in receiving forgiveness for those portions of the loan used for qualifying expenses, those amounts will be recorded as a gain upon extinguishment as noted in ASC 405, Liabilities. |
Earnings Per Share (“EPS”) | l. Earnings Per Share (“EPS”) - The Company has incurred a net loss for 2022 and as such, basic and diluted shares and weighted average shares outstanding are the same. |
Liquidity | m. Liquidity - 9,390,353 13,892,020 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases | |
Schedule of supplemental balance sheet information related to leases | Schedule of supplemental balance sheet information related to leases Operating lease right of use asset $ 83,325,075 Operating lease liability, current portion $ 4,293,085 Operating lease liability, net of current portion $ 81,626,338 |
Schedule of future minimum lease payments under the non-cancelable operating leases | Schedule of future minimum lease payments under the non-cancelable operating leases Twelve Months Ending December 31, 2023 $ 12,695,360 2024 13,104,192 2025 13,501,012 2026 13,147,855 2027 9,626,575 Thereafter 93,577,837 Total lease payment $ 155,652,832 Less interest (69,733,409 ) Present value obligation 85,919,423 Short-term liability (4,293,085 ) Long-term liability 81,626,338 |
Schedule of other supplemental information related to operating lease | Schedule of other supplemental information related to operating lease December 31, 2022 Weighted average discount rate 10 % Weighted average remaining lease term (years) 11.7 Year Ended Operating lease cost $ 12,234,919 Total lease cost $ 12,234,919 |
LOANS PAYABLE - SBA - PPP LOAN
LOANS PAYABLE - SBA - PPP LOAN (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Loans Payable - Sba - Ppp Loan | |
Schedule of future minimum principal repayments of the SBA,PPP loans payable | Schedule of future minimum principal repayments of the SBA,PPP loans payable For the Twelve Months Ending December 31, 2023 $ 298,958 |
LOANS PAYABLE - SBA - EIDL LO_2
LOANS PAYABLE - SBA - EIDL LOAN (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Loans Payable - Sba - Eidl Loan | |
Schedule of future minimum principal repayments of the SBA,EIDL loans payable | Schedule of future minimum principal repayments of the SBA,EIDL loans payable For the Twelve Months Ending December 31, 2023 $ 15,523 2024 14,826 2025 15,391 2026 15,979 2027 16,588 Thereafter 721,693 Total $ 800,000 |
LOANS PAYABLE (Tables)
LOANS PAYABLE (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure Loans Payable Abstract | |
Schedule of loans payable | Schedule of loans payable December 31, December 31, 2022 2021 Original borrowings of $ 100,000 1 no $ - $ 20,500 Original borrowings of $ 250,000 1 no 210,500 210,500 Original payable of $ 151,096 252,954 1,500 404,050 392,044 242,053 Original payable of $ 553,175 72,237 25,000 625,412 450,000 553,175 Original payable of $ 492,180 620,804 25,000 1,112,984 865,618 1,020,890 Borrowings of $ 9,075,000 638,388 5 no 8,275,040 - Original borrowings of $ 60,000 1 60,000 - Original amounts due of $ 195,000 10,000 25,000 65,000 145,000 Letter of credit 2,500,000 - Original borrowing of $119,224 with monthly payments $14,903 119,224 - Other borrowing 225,929 - 13,163,355 2,192,118 Less 9,761,723 1,267,004 $ 3,401,632 $ 925,114 |
Schedule of future minimum principal repayments of the loans payable | Schedule of future minimum principal repayments of the loans payable For the Twelve Months Ending December 31, 2023 $ 9,761,723 2024 $ 3,401,632 Loans payable $ 13,163,355 |
OANS PAYABLE - RELATED PARTIES
OANS PAYABLE - RELATED PARTIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Oans Payable - Related Parties | |
Schedule of loans payable, related parties | Schedule of loans payable, related parties December 31, December 31, 2022 2021 Original borrowings of $ 496,500 6 no $ 238,000 $ 496,500 Original borrowings of $ 150,000 - 22,221 238,000 518,721 Less: 238,000 22,221 $ - $ 496,500 |
Schedule of future minimum principal repayments of the loans payable, related parties | Schedule of future minimum principal repayments of the loans payable, related parties For the Twelve Months Ending December 31, 2023 $ 238,000 Loans payable - related parties $ 238,000 |
CONVERTIBLE NOTES - RELATED P_2
CONVERTIBLE NOTES - RELATED PARTIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Convertible Notes - Related Parties | |
Schedule of convertible notes payable, related parties | Schedule of convertible notes payable, related parties December 31, December 31, 2022 2021 Original borrowings of $ 1,966,019 6 no $ - $ 1,966,019 Convertible revolving credit line of $ 650,000 1 no $ - 642,841 $ - $ 2,608,860 Less: $ - $ 2,608,860 |
TAXES (Tables)
TAXES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax | Schedule of components of income tax Year ended December 31, 2022 2021 Current: Federal - - State - - Total Current - - Deferred: Federal (673,020 ) - State (177,643 ) - Total Deferred (850,663 ) - Valuation Allowance 850,663 - Total Income tax expense - - Pre-tax Loss (9,390,353 ) (2,233,384 ) Effective Income Tax Rate 0 % 0 % |
Schedule of reconciliation income tax expense | Schedule of reconciliation income tax expense Year ended December 31, 2022 2021 Tax at the Statutory Federal Rate 21.0 % 0.0 % State Income Taxes 5.5 % 0.0 % Valuation Allowance -26.5 % 0.0 % Effective Income Tax Rate 0 % 0 % |
Schedule of deferred tax assets | Schedule of deferred tax assets Year ended December 31, 2022 2021 Non-Cash Stock Compensation Expense 676,190 - Change in Right-of-Use Asset and Lease Liability, Net 436,143 - Interest Expense 1,151,025 - Total DTA before VA 2,263,358 - VA (2,263,358 ) - Net DTA - - |
STOCK OPTIONS AND WARRANTS (Tab
STOCK OPTIONS AND WARRANTS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Black-Scholes option pricing model was used with the following weighted assumptions for options granted | Schedule of Black-Scholes option pricing model was used with the following weighted assumptions for options granted December 31, Risk-free interest rate 0.52 4.13 % Expected option life 6 48 Expected volatility 39.77 66.59 % Expected dividend yield - % Exercise price $ 1.40 4.00 |
Schedule of stock option activity | Schedule of stock option activity Number of Weighted Weighted Aggregate Outstanding at December 31, 2021 - $ - - $ - Granted 3,826,500 3.28 Exercised - - Expired - - Forfeited (1,916,016 ) 4.00 Outstanding at December 31, 2022 1,910,484 2.55 9.8 $ - Exercisable at December 31, 2022 - $ - - $ - |
Schedule of status of non vested options | Schedule of status of non vested options Number of Weighted Average Nonvested options at December 31, 2021 - $ - Granted 3,826,500 3.28 Forfeited (1,916,016 ) 4.00 Vested - - Nonvested options at December 31, 2022 1,910,484 $ 2.55 |
Schedule of warrant activity | Schedule of warrant activity Number of Weighted Average Weighted Aggregate Outstanding at December 31, 2021 - $ - - $ - Issued 5,174,500 3.21 5.0 Exercised - - - Expired (2,156,250 ) 4.00 - Outstanding at December 31, 2022 3,018,250 $ 2.64 4.8 - Exercisable at December 31, 2022 3,018,250 $ 2.64 4.8 $ - |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Rents received in advance | $ 2,566,504 | $ 1,819,943 |
Cash and Cash Equivalents | 1,076,402 | 0 |
Advertising and marketing costs | 3,126 | 109,220 |
Pays commissions to third-party | 6,549,422 | 1,719,724 |
Provision for income taxes | 0 | 0 |
Accrued sales tax payable | 229,371 | 296,000 |
Net Income (Loss) Attributable to Parent | 9,390,353 | $ 2,233,384 |
Working capital deficit | $ 13,892,020 |
LEASES (Details)
LEASES (Details) - USD ($) | Dec. 31, 2022 | Jan. 02, 2022 | Dec. 31, 2021 |
Leases | |||
Operating lease right of use asset | $ 83,325,075 | ||
Operating lease liability, current portion | 4,293,085 | $ 7,370,890 | |
Operating lease liability, net of current portion | $ 81,626,338 | $ 29,884,584 |
LEASES (Details 1)
LEASES (Details 1) - USD ($) | Dec. 31, 2022 | Jan. 02, 2022 | Dec. 31, 2021 |
Leases | |||
2023 | $ 12,695,360 | ||
2024 | 13,104,192 | ||
2025 | 13,501,012 | ||
2026 | 13,147,855 | ||
2027 | 9,626,575 | ||
Thereafter | 93,577,837 | ||
Total lease payment | 155,652,832 | ||
Less interest | (69,733,409) | ||
Present value obligation | 85,919,423 | ||
Short-term liability | (4,293,085) | $ (7,370,890) | |
Long-term liability | $ 81,626,338 | $ 29,884,584 |
LEASES (Details 2)
LEASES (Details 2) | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Leases | |
Weighted average discount rate | 10% |
Weighted average remaining lease term (years) | 11 years 8 months 12 days |
Operating lease cost | $ 12,234,919 |
Total lease cost | $ 12,234,919 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Jan. 02, 2022 | Dec. 31, 2021 | |
Leases | |||
Operating lease right-of-use asset, net | $ 83,325,075 | $ 36,304,289 | |
Operating lease liability - current | 4,293,085 | 7,370,890 | |
Operating Lease Liability - Noncurrent | 81,626,338 | $ 29,884,584 | |
Cumulative effect adjustment of unamortized deferred lease costs incurred to retained earnings | $ 414,373 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details Narrative) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Accounts payable and accrued expenses | $ 6,252,492 | $ 4,209,366 |
Accrued payroll and related liabilities | 1,570,000 | |
Accrued interest | 1,002,000 | |
Legal exposure | 805,000 | |
Commissions | 572,000 | 570,000 |
Credit cards payable | 507,000 | 980,000 |
Professional fee | 495,000 | 600,000 |
Sales and real estate taxes | 371,000 | 295,000 |
Rent | 104,000 | 570,000 |
Costs related to the initial public offering | 268,000 | 290,000 |
Legal and accounting fees | 265,000 | |
Director fees | 135,000 | |
Other miscellaneous items | 158,000 | 105,000 |
Short-term negative cash balances | $ 475,000 | |
Refunds | 228,000 | |
Furniture | $ 97,000 |
LOANS PAYABLE - SBA - PPP LOA_2
LOANS PAYABLE - SBA - PPP LOAN (Details) | Dec. 31, 2022 USD ($) |
Loans Payable - Sba - Ppp Loan | |
Loans Payable, SBA, PPP Loan, Maturity, Year One | $ 298,958 |
LOANS PAYABLE - SBA - PPP LOA_3
LOANS PAYABLE - SBA - PPP LOAN (Details Narrative) - USD ($) | 1 Months Ended | |||||
May 31, 2020 | Dec. 31, 2022 | Dec. 20, 2022 | Dec. 31, 2021 | Apr. 30, 2020 | Mar. 27, 2020 | |
Short-Term Debt [Line Items] | ||||||
Original amount of loans payable | $ 3,000,000 | |||||
PPP Loan | ||||||
Short-Term Debt [Line Items] | ||||||
Original amount of loans payable | $ 298,958 | $ 516,225 | $ 10,000,000 | |||
Monthly payment of loans payable | $ 15,932 | |||||
Interest rate of loans payable | 1% | |||||
Accrued interest | $ 5,571 | $ 13,337 |
LOANS PAYABLE - SBA - EIDL LO_3
LOANS PAYABLE - SBA - EIDL LOAN (Details) | Dec. 31, 2022 USD ($) |
Loans Payable - Sba - Eidl Loan | |
2023 | $ 15,523 |
2024 | 14,826 |
2025 | 15,391 |
2026 | 15,979 |
2027 | 16,588 |
Thereafter | 721,693 |
Total | $ 800,000 |
LOANS PAYABLE - SBA - EIDL LO_4
LOANS PAYABLE - SBA - EIDL LOAN (Details Narrative) | 1 Months Ended | 12 Months Ended | ||||||||
Jul. 25, 2022 USD ($) | Jun. 18, 2022 USD ($) | Apr. 21, 2022 USD ($) | Dec. 31, 2020 USD ($) Item | Dec. 31, 2022 USD ($) | Dec. 20, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jul. 25, 2020 USD ($) | Jun. 18, 2020 USD ($) | Apr. 21, 2020 USD ($) | |
Short-Term Debt [Line Items] | ||||||||||
Original amount of loans payable | $ 3,000,000 | |||||||||
EIDL | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Number of loans | Item | 0 | |||||||||
Loan payable term | 30 years | |||||||||
Interest rate of loans payable | 3.75% | 3.75% | 3.75% | 3.75% | ||||||
Prepayment penalty | $ 0 | |||||||||
Original amount of loans payable | $ 150,000 | $ 150,000 | $ 500,000 | |||||||
Monthly payments of principal and interest | $ 731 | $ 731 | $ 2,437 | |||||||
Loans payable - SBA - EIDL Loan | $ 800,000 | $ 800,000 | ||||||||
Accrued interest | $ 30,000 |
SHORT-TERM BUSINESS FINANCING (
SHORT-TERM BUSINESS FINANCING (Details Narrative) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Short-term Business Financing | ||
Merchant cash advances net of unamortized fees | $ 1,921,439 | $ 1,386,008 |
LOANS PAYABLE (Details)
LOANS PAYABLE (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 20, 2022 | |
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 3,000,000 | ||
Loans payable | $ 13,163,355 | ||
Letter of credit | 2,500,000 | ||
Original borrowing | 119,224 | ||
Other borrowing | 225,929 | ||
Other borrowings | 13,163,355 | 2,192,118 | |
Less: Current maturities | 9,761,723 | 1,267,004 | |
Loans payable non current | 3,401,632 | 925,114 | |
Original borrowings of $100,000, bears interest at 1%, requires no payments until maturity in March 2024 | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 100,000 | $ 100,000 | |
Interest rate of loans payable | 1% | 1% | |
Additional borrowings | $ 0 | $ 0 | |
Loans payable | 20,500 | ||
Original borrowings of $250,000, bears interest at 1%, requires no payments until maturity in January 2024 | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 250,000 | $ 250,000 | |
Interest rate of loans payable | 1% | 1% | |
Additional borrowings | $ 0 | $ 0 | |
Loans payable | 210,500 | 210,500 | |
Original payable of $151,096 with additional net borrowings of $89,154, requires monthly payments of $1,500 until total payments of $240,250 have been made | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | 151,096 | 151,096 | |
Additional borrowings | 252,954 | 252,954 | |
Loans payable | 392,044 | 242,053 | |
Monthly payment of loans payable | 1,500 | 1,500 | |
Total payments made | 404,050 | 404,050 | |
Original payable of $553,175 with additional net borrowings of $125,412, requires monthly payments of $25,000 until total payments of $678,587 have been made | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | 553,175 | 553,175 | |
Additional borrowings | 72,237 | 72,237 | |
Loans payable | 450,000 | 553,175 | |
Monthly payment of loans payable | 25,000 | 25,000 | |
Total payments made | 625,412 | 625,412 | |
Original payable of $492,180, requires monthly payments of $25,000 until total payments of $492,180 have been made | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | 492,180 | 492,180 | |
Additional borrowings | 620,804 | 620,804 | |
Loans payable | 865,618 | 1,020,890 | |
Monthly payment of loans payable | 25,000 | 25,000 | |
Total payments made | 1,112,984 | 1,112,984 | |
Original borrowings of $4,580,000 and unamortized original issue discount of $453,750, bears interest at 5%, requires no payments until maturity in May 2023 | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 9,075,000 | $ 9,075,000 | |
Interest rate of loans payable | 5% | 5% | |
Additional borrowings | $ 0 | $ 0 | |
Loans payable | 8,275,040 | ||
Debt Instrument, unamortized discount | 638,388 | 638,388 | |
Original borrowings of $60,000, bears interest at 1%, requires no payments until maturity in January 2024 | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 60,000 | $ 60,000 | |
Interest rate of loans payable | 1% | 1% | |
Loans payable | $ 60,000 | ||
Original amounts due of $195,000, related to services provided by a vendor, requires monthly payments of $10,000 through May 2022, then monthly payments of $25,000 through August 2022 at which time any remaining balance is due | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | 195,000 | 195,000 | |
Additional borrowings | 10,000 | 10,000 | |
Loans payable | 65,000 | 145,000 | |
Monthly payment of loans payable | $ 25,000 | $ 25,000 |
LOANS PAYABLE (Details 1)
LOANS PAYABLE (Details 1) | Dec. 31, 2022 USD ($) |
Disclosure Loans Payable Abstract | |
2023 | $ 9,761,723 |
2024 | 3,401,632 |
Loans payable | $ 13,163,355 |
LOANS PAYABLE (Details Narrativ
LOANS PAYABLE (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Sep. 30, 2022 | Sep. 16, 2022 | Aug. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Subsidiary, Sale of Stock [Line Items] | |||||
Number of warrants issued | 5,174,500 | ||||
Warrants exercise price | $ 2.64 | ||||
Debt discount on issue of warrant | $ 241,455 | $ 349,899 | $ 167,652 | ||
Investor [Member] | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Additional investor notes sold | $ 1,408,750 | $ 2,070,000 | |||
Percentage of original issue discount | 15% | 15% | |||
Number of warrants issued | 352,188 | 517,500 | |||
Warrants exercise price | $ 4 | $ 4 | |||
IPO [Member] | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Repayment of investor notes | $ 2,500,000 | ||||
Debt interest rate | 15% |
LOANS PAYABLE - RELATED PARTIES
LOANS PAYABLE - RELATED PARTIES (Details) - USD ($) | Dec. 31, 2022 | Dec. 20, 2022 | Dec. 31, 2021 |
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 3,000,000 | ||
Loans payable - related parties | $ 238,000 | $ 518,721 | |
Less: Current maturities | 238,000 | 22,221 | |
Loans payable - related parties, non current | 496,500 | ||
Original borrowings of $496,500, bears interest at 6%, requires no payments until maturity in May 2023 | Lender, Stockholder of the Company | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 496,500 | $ 496,500 | |
Interest rate of loans payable | 6% | 6% | |
Additional borrowings | $ 0 | $ 0 | |
Loans payable - related parties | 238,000 | 496,500 | |
Original borrowings of $150,000, bears interest at various rates based on the lenders borrowing rates. No stated repayment terms | Lender, Stockholder of the Company | |||
Short-Term Debt [Line Items] | |||
Loans payable - related parties | 22,221 | ||
Original borrowings of $150,000, bears interest at various rates based on the lenders borrowing rates. No stated repayment terms | Lender, controlled by the managing stockholder and owned by his spouse | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | 150,000 | $ 150,000 | |
Loans payable - related parties |
LOANS PAYABLE - RELATED PARTI_2
LOANS PAYABLE - RELATED PARTIES (Details 1) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Oans Payable - Related Parties | ||
2023 | $ 238,000 | |
Loans payable - related parties | $ 238,000 | $ 518,721 |
CONVERTIBLE NOTES - RELATED P_3
CONVERTIBLE NOTES - RELATED PARTIES (Details) - USD ($) | Dec. 31, 2022 | Dec. 20, 2022 | Dec. 31, 2021 |
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 3,000,000 | ||
Convertible notes - related parties | $ 2,608,860 | ||
Convertible notes loans payable non current - related parties | 2,608,860 | ||
Original borrowings of $1,966,019, bears interest at 6%, requires no payments until maturity in April 2023 | Lender, related to the managing stockholder | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 1,966,019 | $ 1,966,019 | |
Interest rate of loans payable | 6% | 6% | |
Additional borrowings | $ 0 | $ 0 | |
Convertible notes - related parties | 1,966,019 | ||
Revolving Credit Facility [Member] | Lender, related to the managing stockholder | |||
Short-Term Debt [Line Items] | |||
Original amount of loans payable | $ 650,000 | $ 650,000 | |
Interest rate of loans payable | 1% | 1% | |
Additional borrowings | $ 0 | $ 0 | |
Convertible notes - related parties | $ 642,841 |
LINE OF CREDIT (Details Narrati
LINE OF CREDIT (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Feb. 28, 2019 | |
Line of Credit Facility [Line Items] | |||
Line of credit outstanding balance | $ 94,975 | $ 94,975 | |
Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Amount borrowed under convertible credit line | $ 95,000 | ||
Interest rate, variable | 3.49% | ||
Line of Credit [Member] | Prime Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Interest rate, stated | 7.27% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Feb. 17, 2023 | Dec. 20, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 31, 2023 | Jan. 30, 2023 | |
Related Party Transaction [Line Items] | ||||||
Aggregate principal amount | $ 3,000,000 | |||||
Conversion of common stock shares | 1,000,000 | |||||
Conversion price | $ 3 | |||||
Debt amount converted | $ 300,000 | |||||
Entired converted amount | 3,000,000 | |||||
Subsequent Event [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Aggregate principal amount | $ 2,079,686 | $ 1,788,043 | $ 1,250,000 | |||
Conversion price | $ 3 | |||||
Provided Conversion Shares | 874,474 | |||||
General and Administrative Expense [Member] | Consulting Services [Member] | SuperLuxMia LLC, By A Firm By Stockholder [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Transaction amount with related parties | $ 192,000 | $ 722,000 |
MAJOR SALES CHANNELS (Details N
MAJOR SALES CHANNELS (Details Narrative) - Item | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Product Information [Line Items] | ||
Number of sales channels | 3 | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Three Sales Channels [Member] | ||
Product Information [Line Items] | ||
Total rental revenue, percentage | 95% | 93% |
TAXES (Details)
TAXES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Current: | ||
Federal | ||
State | ||
Total Current | ||
Deferred: | ||
Federal | (673,020) | |
State | (177,643) | |
Total Deferred | (850,663) | |
Valuation Allowance | 850,663 | |
Total Income tax expense | 0 | 0 |
Pre-tax Loss | $ (9,390,353) | $ (2,233,384) |
Effective Income Tax Rate | 0% | 0% |
TAXES (Details 1)
TAXES (Details 1) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Tax at the Statutory Federal Rate | 21% | 0% |
State Income Taxes | 5.50% | 0% |
Valuation Allowance | (26.50%) | 0% |
Effective Income Tax Rate | 0% | 0% |
TAXES (Details 2)
TAXES (Details 2) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Non-Cash Stock Compensation Expense | $ 676,190 | |
Change in Right-of-Use Asset and Lease Liability, Net | 436,143 | |
Interest Expense | 1,151,025 | |
Total DTA before VA | 2,263,358 | |
VA | (2,263,358) | |
Net DTA |
TAXES (Details Narrative)
TAXES (Details Narrative) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Valuation Allocation | $ 2,263,358 |
STOCK OPTIONS AND WARRANTS (Det
STOCK OPTIONS AND WARRANTS (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares | |
Risk-free interest rate, minimum | 0.52% |
Risk-free interest rate, maximum | 4.13% |
Expected volatility, minimum | 39.77% |
Expected volatility, maximum | 66.59% |
Expected dividend yield | (0.00%) |
Minimum [Member] | |
Expected option life | 6 months |
Exercise price | $ 1.40 |
Maximum [Member] | |
Expected option life | 48 months |
Exercise price | $ 4 |
STOCK OPTIONS AND WARRANTS (D_2
STOCK OPTIONS AND WARRANTS (Details 1) | 12 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Equity [Abstract] | |
Outstanding at the beginning (in shares) | shares | |
Outstanding at the beginning (in dollars per shares) | $ / shares | |
Aggregate intrinsic value, outstanding at the beginning | $ | |
Granted (in shares) | shares | 3,826,500 |
Granted (in dollars per shares) | $ / shares | $ 3.28 |
Exercised (in shares) | shares | |
Exercised (in dollars per shares) | $ / shares | |
Expired (in shares) | shares | |
Expired (in dollars per shares) | $ / shares | |
Forfeited (in shares) | shares | (1,916,016) |
Forfeited (in dollars per shares) | $ / shares | $ 4 |
Outstanding at the end (in shares) | shares | 1,910,484 |
Outstanding at the end (in dollars per shares) | $ / shares | $ 2.55 |
Weighted Average Remaining Contractual Life (years) | 9 years 9 months 18 days |
Aggregate intrinsic value, outstanding at the end | $ | |
Number of share exercisable | shares | |
Weighted Average Exercise Price exercisable | $ / shares | |
Aggregate Intrinsic Value exercisable | $ |
STOCK OPTIONS AND WARRANTS (D_3
STOCK OPTIONS AND WARRANTS (Details 2) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Equity [Abstract] | |
Nonvested options at the beginning | shares | |
Nonvested options at the beginning (in dollars per share) | $ / shares | |
Granted | shares | 3,826,500 |
Granted (in dollars per share) | $ / shares | $ 3.28 |
Forfeited | shares | (1,916,016) |
Forfeited (in dollars per share) | $ / shares | $ 4 |
Vested | shares | |
Vested (in dollars per share) | $ / shares | |
Nonvested options at the end | shares | 1,910,484 |
Nonvested options at the end (in dollars per share) | $ / shares | $ 2.55 |
STOCK OPTIONS AND WARRANTS (D_4
STOCK OPTIONS AND WARRANTS (Details 3) | 12 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Equity [Abstract] | |
Outstanding at the beginning | shares | |
Outstanding at the beginning (in dollars per share) | $ / shares | |
Outstanding at the beginning | $ | |
Issued | shares | 5,174,500 |
Issued (in dollars per share) | $ / shares | $ 3.21 |
Issued (in years) | 5 years |
Exercised | shares | |
Exercised (in dollars per share) | $ / shares | |
Expired | shares | (2,156,250) |
Expired (in dollars per share) | $ / shares | $ 4 |
Outstanding at the end | shares | 3,018,250 |
Outstanding at the end (in dollars per share) | $ / shares | $ 2.64 |
Outstanding at the end (in years) | 4 years 9 months 18 days |
Outstanding at the end | $ | |
Exercisable at the end | shares | 3,018,250 |
Exercisable at the end (in dollars per share) | $ / shares | $ 2.64 |
Exercisable at the end (in years) | 4 years 9 months 18 days |
STOCK OPTIONS AND WARRANTS (D_5
STOCK OPTIONS AND WARRANTS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Aug. 11, 2022 | Oct. 20, 2022 | Sep. 30, 2022 | Sep. 16, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of aggregate shares granted | 3,826,500 | |||||
Weighted average exercise price | $ 3.28 | |||||
Stock option expense | $ 751,776 | |||||
Unamortized option expense | $ 4,374,348 | |||||
Unamortized option expense expected to be recognized over a weighted average period | 2 years 9 months 18 days | |||||
Number of warrants issued | 5,174,500 | |||||
Weighted average exercise price | $ 2.64 | |||||
Warrants exercisable term | 4 years 9 months 18 days | |||||
Officers and directors [Member] | IPO [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of warrants issued | 695,000 | |||||
Weighted average exercise price | $ 4.20 | |||||
Warrants exercisable term | 5 years | |||||
Underwriter [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of warrants issued | 135,000 | |||||
Weighted average exercise price | $ 4.40 | |||||
Warrants exercisable term | 5 years | |||||
Maxim [Member] | Private Placement [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of warrants issued | 32,000 | |||||
Weighted average exercise price | $ 4.40 | |||||
Warrants exercisable term | 5 years | |||||
Third-party Investor [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of warrants issued | 920,000 | 366,562 | 352,188 | 517,500 | ||
Weighted average exercise price | $ 4 | $ 4 | $ 4 | $ 4 | ||
Warrants exercisable term | 5 years |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | ||||
Feb. 17, 2023 | Dec. 20, 2022 | Feb. 13, 2023 | Jan. 31, 2023 | Jan. 30, 2023 | |
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 3,000,000 | ||||
Conversion price | $ 3 | ||||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 2,079,686 | $ 1,788,043 | $ 1,250,000 | ||
Prepaid principal amount | $ 454,457 | ||||
Original issue discount (as a percent) | 15% | ||||
Conversion price | $ 3 | ||||
Subsequent Event [Member] | Revenue Share Agreement [Member] | |||||
Subsequent Event [Line Items] | |||||
Common stock exchange for termination | 2,457,002 | ||||
Aggregate principal amount | $ 5,000 | ||||
Common stock effective price | $ 2.035 | ||||
Subsequent Event [Member] | Exchange Agreement [Member] | |||||
Subsequent Event [Line Items] | |||||
Prepaid principal amount | $ 806,250 |